The rise of the Phoneix
by cw001
Summary: season 5- my style. Apocalypse is back and looking for revenge, a new threat emerges calling themselves the hellfire club and why do they want Jean. r r,
1. Chapter 1

Disclaimer- I own nothing

Chapter 1

Summary- starts several months after season 4 finishes. This is my version of how the season would have played out. Still angry they never finished the season. Im open to suggestions on plot and what not. Got a basic idea but ideas will help a lot.

"Thank you professor, this really means a lot to me."

"It's no problem Danielle, my only wish is to make you feel comfortable here."

The professor sent a telepathic message to Jean to ask her for assistance in showing the new resident of the institute around the house. Ever since Apocalypse had been defeated the institute continued to grow. First, X23 and Warren decided to stay at the institute and join the x-men followed by a few others.

X23 joining had been, well interesting to say the least. After the battle she had turned up out of the blue, she was not happy in the slightest saying they missed her out of all the action. Bobby laughed thinking she was joking, she wasn't. In the end it took Logan to calm her down and sent her off to the danger room to work off some steam. Needless to say the danger room had to repaired.

Warren joined to become a teacher for the institute to help the students with their powers, in the near distant future the influx of students would require a new teacher. His other motive for joining was to get away from his father, Worthington the first. Recently his father had been pestering Warren to try a new 'medicine' that would revert him to human. Warren finally left when his dad tried to force the drug onto him.

Another new resident of the institute was Forge. Since X23 did trash the danger room and would require a lot of time fixing, he had taken up the offer of staying. The 'young' genius, well technically speaking he was like 50, had problems of his own. His parents were very surprised to see their son, who disappeared 30 years ago and now was standing on their front door not even aged. At first it was awkward, but as time went on as they found out he was a mutant they became hostile towards him. Hence the reason he was quick to take the offer from Xavier.

The next two mutants had not officially joined but were rather guests to the mansion, one wished to join the other wanted to be near Rouge. The first being Pitor, everyone welcomed him with open arms seeing as how he was being blackmailed by Magneto to work for him. Magneto had promised to free his sister, Illyana which Pitor was very grateful for. The next guest had been threatened, all from the same person, the wolverine. This guest was Remy Lebeau, in the space of the few months he had been living at the institute, nearly all the residents were rather annoyed at him. Everyone experienced their valuables becoming missing only to turn up in Gambit's room. Even though they managed to get their stuff back, they still found the process really annoying. Gambit himself claimed he couldn't help it, saying he needed to keep his hands busy, this comment he always waggles his eyebrows suggestively at Rouge. Needless to say Logan would chase him out of the room with his claws out ready to kill him.

As for Rouge, well ever since the whole Apocalypse incident she had become more distant from everyone else. She would lock herself in her room for days or sit on the roof for hours on end, she wouldn't talk to anyone and barely ate anything. Even Kurt and Logan couldn't get her to talk or eat. Xavier didn't blame her after what happened to her over the past year. It didn't help with Mystique showing up around the mansion, even though she didn't let herself be seen, he still could sense her and Logan could smell her.

"I wonder if things will ever be normal again." Mused Xavier as Jean entered the room to meet Danielle Moonstar.

BOOOM

Outside his office the wall broke into a million pieces as Sam flew through it into the opposite wall, crashing through that one as well.

"OI, no fair Sam. No powers!"

From the damaged wall Bobby, Ray and Jamie ran after him playing tag, but mutant style.

"Spoke too soon," muttered Xavier, thinking of how much it was cost to repair the damages from their new game.

"GAMBIT! GIVE MY WALLET BACK!"

Turing to look out of his window onto the institute's grounds Xavier saw Warren chasing gambit across the lawn. Out of the blue Logan joined in with the chase with his claws out yelling at Gambit to stop. Sighing Xavier turned his attention back his paperwork on the desk thinking of who else needs his help.

With Jean and Danielle –

"You will be staying with X23, just a word of advice. Don't annoy her."

Danielle thought she was joking but the look on the other woman's face told her otherwise. Jean still remembered what happened to Alex when he teased her about missing out from the biggest fight in history. He is alive, thank god for that, he returned to his foster parents with a broken arm. If Logan hadn't held her back it would have been a lot worse.

"This is your room."

The room itself was like any other, two beds, two wardrobes and two desks. Unlike any other room this room was clean even with one person living in it. The former assassin had a knack for being tidy and clean, her side of the room looked untouched. Danielle moved over to her side of the room and deposited her belongings, which consisted of only a few sets of clothes, everything she owned onto the desk.

"Don't worry, we'll all go shopping at the weekend for new clothes," said Jean, easily picking up the other girls thoughts.

"Thank you."

"Don't mention it, I'll let you get settled in. Dinner is at seven, speak to Xavier soon, he'll tell you your training timetable and when you will start school."

With that Jean left the room as Danielle settled in, in no time at all her room mate X23 walked into the room. She was wearing her Hydra uniform, Xavier had offered a new one but she had flat out rejected the offer.

"Hello X23 my name is…"

"Danielle Moonstar, power to create illusions in peoples mind." Replied the girl without missing a beat.

"Creepy," muttered Danielle, all she was doing was trying to be nice.

"I read you file so I know all about you."

Danielle decided to leave the room and explore, her room mate actually freaked her out.

"This is going to be interesting around here."

- On the roof -

Rouge sat on the roof with her knees pulled up to her chest staring out across Bayville, her cheeks bore the streams of tears both fresh and old. Throughout her life, she had always been used and manipulated, even by her own mother. Lately she started thinking the professor might use her to gain some form of knowledge…

"Stripes?"

Logan's voice drifted across the roof brining Rouge out of her thoughts.

"Hey Logan."

"How do ya fhank ah feel?"

An awkward silence followed as Logan thought of something comforting to say. The wolverine was bred to kill and fight against impossible odds, saying something comforting to a depressed teenager. Yeah not his strong suit.

"If you ever want to talk, my doors always open."

When she didn't reply, he stood up and made his way to the ladder off the roof.

"Logan?"

"Yeah stripes."

"Thanks."

Logan left leaving her to her thoughts once more, not realising someone else had appeared on the roof.

"Hello Rouge."

Rouge leapt to her feet at the sound of the voice she hated most in the world.

"Mystique! What tha hell are ya doing here?"

"I came to see my daughter…"

"What so ya can use meh again?"

"It wasn't like that, I love you Rouge."

"Ya have a weird way of showing it."

Before Mystique could reply, Rouge had ran down the ladder at a speed Peitro would have been proud of.

"Some day Rouge, you, Kurt and I will be together. No matter what."

- Tibet -

In the cave with the pillars and weird Hieroglyphics (the cave in which Apocalypse was raised back from the 'dead' by Rouge) Mesmemro kneeled in the centre talking to himself.

"The all mighty Apocalypse, I can not believe these mere mortals defeated you."

"They can not defeat me that easily!" boomed a voice around the cave that made Mesmemro jump out of fright.

Before his very eyes a large flash of white light engulfed the cave and from it emerged a human being. Not just any human being though, this is Apocalypse, before he transformed his body.

"My lord Apocalypse," gasped Mesmemro as he dropped to the floor bowing to his master.

"Raise my faithful servant."

Mesmemro did as commanded but began to stare at his master who seemed to have… well shrank.

"What happened my lord?"

"Those cursed X-men sent me into the time stream, I managed to escape but my power has severely weakened. I need the one called Rouge to re fill my powers."

"It will be done my lord."

"As for my horsemen I shall find new ones, the old four proved to be weak."

"Who shall we go after my lord?"

"The X-men."

REVIEW AND TELL ME HOW THIS CAN GO FROM HERE


	2. Chapter 2

Disclaimer- I own nothing

Chapter 2

"_Father, are we there yet?" asked Wanda, from the back seat of the car._

"_No," was the all the reply she got from her father._

_Grumbling to herself, Wanda turned to look out of the car window into the pouring rain. This 'pleasant' surprise had turned into a very long car journey, at first she thought it was ice cream, after a while the thought of Disney land emerged. Now she didn't know what to think as Eric Lehnsherr continued staring straight ahead out of the windshield. _

"_Father? Where's mother? And where's Anya?"_

_Beside her Peitro suddenly began to act seriously strange as he put his fist in his mouth muffling his voice. He turned his head in the opposite direction just as Wanda turned to face him. However, he wasn't fast enough as Wanda could easily see the tears streaming down his cheeks. _

"_Wanda," Came Eric's voice at last, surprisingly calm and quiet, "What do you remember about last night?"_

"_Nothing why? I woke up with a splitting headache though."_

"_Wanda, I am truly sorry."_

"_For what?"_

_As soon as those words left her mouth the car stopped followed by the door opening quickly as two rather large built men dressed in yellow rain coats dragged her out towards a rather large house with all the windows barred up. _

"_Father! Father!"_

"_I'm sorry Wanda, I truly am."_

_Tears poured down her cheeks as she continued to fight against the two men who were dragging each arm up the steps to the house. It was a hopeless struggle, a 10 year old fighting against two larger and bigger men. Back at the car Eric and Peitro watched Wanda being dragged away by the two men, Eric held Peitro by the shoulder just in case he did something stupid._

"_Father!"_

"_Dad this is wrong," muttered Peitro, tears freely falling down his cheeks. _

"_You saw what she did to Anya and Magda, do you want the same fate to happen to you?"_

"_No father,"_

_Without another word the pair climbed back into the car as the screams of Wanda continued. _

"_Calm down kid," one of the men dragging Wanda said._

"_LET ME GO."_

_Her scream echoed off the walls of the corridor as she was dragged further into the house, eventually a door was opened revealing a very brightly lit room, all white. _

"_GET OFF ME!" _

_She had another go at the two men, first biting one of them in the hand making his let go as he screamed, the second she kicked in the balls as he doubled over. _

"_We need to teach you manners" came a voice behind her._

_Turning around she found herself facing a rather nerve wracking man, dressed in a long white lab coat that reached the floor, a pair of lab goggles round his neck. He also wore long black boots and black gloves that went half way up his arms, in his belt he kept all sorts of 'medicine'. _

"_Come here child," said the man as he advanced on her, drawing a syringe from his belt._

_Before she knew it the syringe had plunged into her skin and began to feel incredibly sleepy._

"_NOOOOOOOOOO!"_

Sitting bolt right up in her bed covered in a cold sweat Wanda breathed heavily looking at her surroundings. Realising she was in her room she calmed down significantly, pulling her knees up to her chest and resting her head in her hands she actually began to cry silently.

"Why do these nightmares seem so real?" muttered Wanda.

Deciding she couldn't get back to sleep, she got out of bed, put on her dressing gown and went down to the kitchen. After the whole Apocalypse incident, things had mostly returned to normal. Normal for the Brotherhood meaning Toad would constantly flirting with Wanda causing him to be hexed into the walls and Peitro continually getting on everyone's nerves. What had changed at the Brotherhood were the new guests, Pyro and Magneto. With Magneto's aid the Brotherhood house had been fixed up, way better than before. Where he got the money no one knew, when they asked he told them to mind their own business. Of course though repairs still had to made, ie in the form of Toad shaped holes in the wall and of course repairing everything Pyro had burnt. Pyro was quite literally insane, burning random objects for no reason at all and screaming his head off when someone stole his favourite lighter. Thankfully though Magneto had confiscated his flame thrower when he had entered the Brotherhood house.

"'ello there Sheila," came the voice Wanda was currently thinking about as she walked into the kitchen.

Sitting at the kitchen table was the crazy red headed Australian, the Brotherhood had come to fear. And that was a compliment, the Brotherhood didn't scare easily.

"Hey, didn't know anyone was still up."

"Couldn't sleep Sheila. What about you?"

"Had a nightmare."

Tears came back to her eyes at the mere mention of the nightmare that actually seemed like a memory to her. Pyro instantly became worried, from his time in the Brotherhood house he knew Wanda was a strong woman and never showed any emotion except of course anger, which she showed a lot.

"Tell ol' Pyro 'bout this nightmare," said Pyro, thinking of anything to stop her crying.

"I had a dream where father put me in an asylum," muttered Wanda as tears began to stream down her cheeks.

"Asylum?"

Pyro's face turned scarlet white as he dropped his spoon back into the bowl, luckily for him Wanda didn't even notice.

"Oy'll be right back Sheila,"

With surprising speed that even Peitro would have been proud of, he had bolted up the stairs to Magneto's room, leaving a crying Wanda at the table.

"Open up!" cried Pyro whilst hammering on the door.

"Pyro, do you have any idea what time it is?" muttered Magneto from the other side of the door.

Opening the door, without warning Pyro barged into Magneto's room, the man himself dressed in only boxers with hearts on.

"Stop staring at my boxers, even old men can wear them,"

"Sure," replied Pyro, not at all convinced by that statement then suddenly remembered the reason he had come in the first place. "Wanda's beginning to remember her life."

"What! Are you sure?"

"Yes the Sheila told me she had a nightmare involving the Asylum."

"Dam you Mastermind," muttered Magneto as every metal object around the room began to shake.

"Mastermind? What does he have to do with this?"

"He didn't take it well when I disbanded the Acolytes, he threatened revenge. Last I heard he joined some club. Pyro I want you to track him down and make sure Wanda doesn't regain her memories."

"Yes boss."

Sadly Magneto had the wrong person in mind, little did he know along with the rest of the world that is, the club Mastermind had joined had already made its first move….

- 20,000 feet over the Atlantic ocean -

Far above the sea under the cover of darkness and the clouds several helicopters soared through the air. Each helicopter was identical in every way, a jet engine on the back with one rotor on top, each chopper was painted jet black and with the same logo on all, the logo of Shield. Of course Shield was created to protect the US against any threat no one else could handle, the people within these choppers had a different motive than protection entirely.

Within the lead chopper the team began to ready themselves for the coming challenge, taking Shield one which essentially was a giant hovering air craft carrier in the middle of the Atlantic in the clouds. Of the occupants all but one was in full Shield soldier gear, the man wore civilian clothes instead of army gear, since he had been kicked out of the army for what he was doing to the mutants. Donning a pair of blue jeans, a shirt and over the top he wore a black leather jacket, his hair and small beard were white since he was quite old, even he didn't like to admit it. At the front of the chopper the com link came to life as the pilot picked a transmission from ahead.

"This Shield one, you entering restricted space, what is your cargo and purpose here?"

"This is chopper alpha bravo, omega 22. We are carrying supplies and a technical crew, here to check everything is working."

The crew held their breaths waiting for the response, the leader of the group dressed in civilian clothes prayed the code they stole would work or everything would come undone.

"We are lowering automated defences, you are clear to proceed. Welcome to Shield one."

The com went dead as the crew breathed a sigh of relief, the leader clapped his hands together and looked at the crew.

"Get ready for some fun lads."

The others laughed in response and began checking their weapons, which were all silenced machine guns. The soldiers were armed to the teeth with weapon, each carrying a larger weapon and a pistol by their sides, some even had a knife in their boot and all had grenades.

"Shield one coming into view now sir."

The group looked out of the window to see the rather impressive hovering aircraft carrier before them.

"Remember lads, no prisoners."

The six choppers soared through the air to the main hanger of the air craft carrier, actually the carrier had only one hanger, it was just so big it had many entrances. The leader of the group had planned this well, half of the crew on the carrier were either on holiday or on missions. The choppers touched down in the hanger as several guards approached the leader's chopper.

"Shit, RAISE THE….."

The doors opened revealing what actually was inside as the soldiers shot the guard who tried yelling. The other soldiers from the choppers poured out and fired wildly into the mass of Shield personnel working within in the hanger. The soldiers pressed into the facility killing anyone who crossed their path, the last person to exit was the leader who casually walked through the destruction actually smiling to himself. Stopping the leader looked down to find one of the personnel still alive, drawing his pistol the man looked up with a horrified look.

"Stryker."

"Goodbye," smiled Stryker evilly as he pulled the trigger and watched the blood go everywhere.

Continuing on his way after the soldiers who had reached the command centre already where everyone was already dead.

"Very good boys, any causalities of ours?"

"None sir."

"Excellent, now to do what we came here for."

Stepping up to the main console and typing the another code he had stolen, a door behind them opened revealing a man huddled on the floor in the corner of the small room.

"Who the hell are you?" asked the man.

"My name is William Stryker and I want your help, I need you to restart the sentinel programme."

Bolivar Trask smiled, today was a good day after all.

REVIEW

What do you think?


	3. Chapter 3

Disclaimer- I own nothing

Chapter 3

"Why the hell are we guarding him?" asked the first soldier.

The second soldier sighed heavily as he gave his friend a death glare that frankly would make anyone frightened.

"For the last time Bill, we've been ordered to guard this chamber. Ever since Shield one was attacked, ever facility needs to be protected even more. Especially this one."

The pair turned their attention to the only thing in the room they were currently guarding. The only object was a cryogenic freezer with one of the most powerful people on the planet, captain America. The government still had not found a cure for him, much to the annoyance of the Shield personnel. First, because of the cost of keeping captain America frozen and the endless amount of research for a cure. Second because a person with that amount of skill and leadership would serve Shield well. The two soldiers were dressed in heavy winter coats, considering they had to stand in the room for hours on end it was rather sensible, with military style trousers, gloves and Russian hats. The best hats for the cold weather.

BOOOM

The floor shook as a large muffled explosion sounded outside the heavy duty metal doors to the rest of the Shield complex. Both soldiers glanced nervously at each other and grabbed their pistols from their sides, both standing defensively for what was about to come.

BOOOM

The metal door groaned as someone, or something for that matter, put a rather large dent into the door.

"Shit."

The door continued to be pounded inwards, the two soldiers becoming increasingly nervous and frightened, but were ready to fight to the death for the safety of Captain America.

BOOOM

The door flew off its hinges, crashing into the wall opposite, narrowly missing the two soldiers by inches. The two soldiers wasted no time as they began shooting rapidly at the hole that once was the door. The only problem being was that the soldiers had no idea what they were shooting at, considering one of the pipes had burst and was spaying some sort of fog into the room.

"Crap, I'm out."

"Me too."

The pair threw their pistols to the side, ready to attack who ever was attacking the complex. Soon enough though the soldiers got their answer as a large roar filled the air, seconds later a large creature that looked like an over grown cat in a trench coat charged into the room. Before the pair could even scream, the creature had torn the first soldiers head off and the second soldier had his heart ripped out from the creatures long claws.

"Master, it is all clear," growled Sabertooth.

"Good work Sabertooth."

From the door emerged two people, the first being a telepath and telekinetic seeing as how an invisible bubble extended round the broken pipe stopping it from leaking. The telepath was a woman in her late twenties, who dressed way too skimpy for this weather. She wore white skin tight trousers, with a very skimpy white top showing off plenty of cleavage, her hair, which was also white, the same as her make up, was shoulder length, and matched her blue eyes very nicely. The second was a man in his mid 30s, but he does look older by the way he dressed in an old style Victorian suit. The man was quite built and muscular, with sleek black hair tied into a pony tail that was longer than his female companion.

"I don't know Emma dear, I could have done it without all the blood shed."

"No matter Sebastian, what's done is done."

Sebastian looked at the blood on the floor, and the walls for that matter, with disgust. His main goal in life was to take over the Earth but he was strictly a pacifist, violence was only necessary in desperate times.

"Do you have the cure dear?" asked Sebastian, as the pair approached the frozen captain America.

"Right here," from one of her pockets, Emma pulled a syringe and at the same time typed onto the console on the wall.

After several moments captain America began to defrost, Emma opened the glass chamber and held her hands to her head.

"Remember dear, make him think he's attacking the enemy."

"Done it," Emma replied smugly with a large grin on her face.

"Excellent, Sabertooth, go with Captain America and the Juggernaut. We need to show the humans what we are capable of. Magneto may have failed, but there still will be a war."

- Xavier's institute for gifted youngsters -

"Swamp rat, ah swear ah'm gonna kill yah!"

The shouts of Rouge echoed through the mansion, heck the rest of Bayville could probably hear her. Down in the kitchen Remy Lebeau shrank in his chair as the others looked at him. In the kitchen were Storm who was by the cooker making bacon and eggs for everyone, Warren was standing on the other side of the kitchen leaning against the wall drinking some coffee. Logan, Kurt, Jean and Ray were sitting on the table, their food forgotten and were looking at the shrinking Remy.

"What have you done now?" asked Logan, picking the paper back up.

"Remy didn't do it,"

"Sure you didn't bub."

The group got their answer as Rouge stormed into view, red with rage and giving her infamous Rouge death glare towards Remy.

"What did ya do to mah clothes swamp rat?"

"Remy didn't do anything chere."  
"All mah clothes are gone and replaced with bikinis."

"They'll look good on you chere."

The group, or rather Ray and Jean, watched in amusement as Remy ran out of the room with Rouge close behind. Kurt looked like he was going to attack Remy, but he was only being the over protective brother.

"Young love," sighed Storm as she went back to cooking.

Before Logan and Kurt could protest about Remy being completely the wrong choice for Rouge, the alarms began to sound. Since it was a Saturday and in the morning, shouts of annoyance could be heard up and down the mansion.

- Several minutes later -

The X-men were all suited up in their battle gear and were standing outside the X-jet in the hanger waiting for Xavier. After a few moments, Xavier rolled out of Cerebro with a concerned look on his face.

"X-men, Sabertooth and the Juggernaut are attacking near LA, it appears they are working from the beaches to the city itself, stop them before they reach the city."

"You got it professor. Team move out."

Cyclops, Jean, Storm, Iceman, Wolverine, Rouge, Kurt, Shadowcat, Gambit and Colossus all filed into the X-jet.

"Oh god, like we're all going to die," moaned Kitty as she saw Bobby take the controls.

"Hey it took me an hour and a half to crash last time,"

"Great."

The group braced themselves for takeoff, fearing for their lives but surprisingly the takeoff was smooth and incident free. Bobby had been practicing since the last time he tried to fly the jet.

"Anyone got any peanuts?" asked Remy.

"Logan, don't," muttered Storm as she put her hand on Logan's shoulder refraining him from attacking, which looked quite likely.

"Going to super sonic mode."

- 20 minutes later -

The x-jet touched down rather smoothly on a partly destroyed beach, craters all over the place as people ran in every direction. Although everyone started running the other way when the x-men made their way down from the jet.

"Wow Bobby, that was actually like a really good landing."

"Well you know, I am that good."

"Enough with the talking, get going."

BOOOM

Further up the beach people screamed as something big hit the ground, the x-men sprang into action and ran to the danger.

"Sabertooth's mine," growled Logan as they came into view.

Sabertooth and Juggernaut turned to face the x-men, something was off with the pair, usually Sabertooth would attack Logan on sight. But now his eyes were all white and misty.

"Holy shit," gasped Logan.

Behind the pair emerged the last person Logan would have ever thought of, Captain America in his old uniform with his shield.

"We are so dead,"

REVIEW

Next chapter will be an epic fight, with a twist at the end.


	4. Chapter 4

Disclaimer- I own nothing

Chapter 4

Logan was stunned speechless, the last time he had seen captain America, on his feet standing in front of him and not frozen, was at the very end of World War Two. Right before his memory cuts off for several decades. The very last time the pair were together was when they had assassinated Hitler. Yes the pair did kill Hitler, but the Nazis refused to admit that an American and a mutant killed him so the rumour went out he committed suicide. His memory is blank of captain America being frozen but he was pretty sure he was there. **(I may actually do a mini series or a load of one shots about captain America and Logan and their adventures during World War Two. Since the war is one of the only things Logan actually remembers about his life, the stories would actually fit in nicely with the evolution series.) **

"Cap? It's me Logan."

Captain America stared blankly at Logan, without warning he threw his shield straight at Logan.

"Shit,"

The shield hit Logan right in the chest sending him flying through the air several hundred yards down the beach. At the same time Sabertooth and Juggernaut charged into the crowd of x-men. Gambit threw a handful of charged cards as Iceman sent a jet of ice at Sabertooth at the same time as Cyclops sent strong beam with Storm's lightning bolts at Juggernaut. All had little effect as the pair continued to charge. Juggernaut reached the group first and stomped his foot in the ground sending Iceman and Cyclops flying backwards. Jean and Storm flew up into the air sending powerful blasts at Juggernaut, but they were not powerful enough to beat the invincible Juggernaut. Sabertooth, on the other hand was easier to handle as Colossus armoured up and took the full force of the charging mutant.

"I've alvays wanted to do this,"

With a powerful punch to the jaw, he had sent Sabertooth soaring across the beach.

"Go comrades, deal with Juggernaut. I owe him from my time in the Acolytes."

"Remy's with you homme, Remy has a score to settle with him."

Both smiled to one another as they both charged at the now very pissed off Sabertooth while the others turned to face the Juggernaut.

"Jean, same as last time. Hold him in place, Iceman freeze his legs, the rest take his helmet off," ordered Cyclops as he sent another blast at the Juggernaut's chest.

Meanwhile over at the far end of the beach Logan was still trying to get through to his old comrade captain America.

"Cap its Logan. Remember me, we fought together in the war…"

The captain had other ideas rather than listening, he threw his shield directly at Logan's neck. Thankfully Logan had indestructible claws. His claws took the force of the shield, even so the force sent Logan flying into the sand.

"Cap, why are you doing this? I don't want to fight you."

He was actually becoming soft, the wolverine was going soft. If anyone attacked him, he would attack back just as hard and fierce, but put him in front of one of his oldest friends and well he was a different person.

BOOOM

Cyclops flew past Logan and captain America, straight into a life guard tower, he took out the legs of the tower as the rest collapsed on him. Jean went flying past to help her boyfriend under the rubble, the good thing about their uniforms was that they were quite strong and protected the wearer from most of the impact. The others were not doing that well either, Storm had been knocked out and was now lying unconscious on the beach. Gambit was holding a large wound on his leg as Colossus kept Sabertooth occupied and was thankfully unharmed due to his steel form. The others against Juggernaut had bigger problems, turns out his helmet had been remade. Instead of four clips that could be easily undone, all four now had locks on them which were incredibly strong. Rouge was also on the floor recovering, she had tried to adsorb Juggernaut's power but it sadly back fired for some reason.

BOOOM

"Shit,"

Iceman soared through the air as Juggernaut managed to break through the ice wall, with ease.

- In LA –

"Thanks lads," said one of the cops, "We'll take it from here."

The three teenagers watched as several cops dragged three men dressed all in black with ski masks on. Their weapons had been stripped from them in the previous battle and were now being collected by some other cops. The three teens were now being mobbed by a load of reporters who were eager to hear the teens recent fight. The first teen was the leader of the three, she was a Chinese-American around the age of 18. she was wearing a yellow trench coat that went down to her ankles, blue tight shorts and a red tank top that really showed off her curves, her blond hair reached half way down her back. The second was an African-American dressed like someone going to the beach, shorts, sandals, shirt and dark glasses. The third dressed way too much for the boiling weather, a grey trench coat buttoned all the way up to his chin with a Russian style hat with big heavy black boots, the only skin exposed was his face which was all grey. What all had in common was the yellow X on their right shoulder.

"X team, how…?" began the reporter.

BOOOOM

Off in the distance towards the beaches a large explosion sounded, the three teens looked to one another and sped off into the distance.

- Back at the fight –

"Shit, we're losing," muttered Cyclops as Colossus went soaring past him.

"What was your first guess?"

Cyclops, Wolverine, Rouge, Kurt and Shadowcat were the only ones left standing, the others were all knocked out on the floor, Juggernaut, Sabertooth and captain America surrounded the group ready to attack.

"Any ideas?"

"No."

BOOOM

A large powerful jet of colourful light smacked straight into captain America's chest sending him flying backwards. At the same time something grey that looked like plastic reached out to Sabertooth and wrapped round him, next the mutant was lifted off his feet and thrown across the beach. As for Juggernaut a black teenager walked straight up to him, not at all afraid even though the Juggernaut was several feet taller and a lot more muscular. Juggernaut smiled and punched downwards to the smaller person attempting to knock him out, the black teen smiled back as he stopped the Juggernaut's fist with ease. With very little effort the teen threw the Juggernaut, over his shoulder and in the same move he had managed to punch the helmet in two, Juggernaut landed with a thud right next to Sabertooth.

"Kurt, get the professor."

BAMF

"And who are you?" asked Bobby, who just recovered.

"Awww, iceboy, don't you recognise me?"

"Jubes?"

The others stared blankly at the girl, they sure didn't recognise her but they would always recognise that voice.

"JUBES!"  
Bobby sprinted and gave his best friend, his partner in crime, a bear hug which lifted her off the ground.

BAMF

Kurt and Xavier appeared out of the smoke, immediately he rolled over Juggernaut and Sabertooth and began working on their memories.

"So, who's your friends?" asked Cyclops, by this time all the x-men had recovered and were standing in front of the three teens.

"And what's with the yellow Xs?" asked Kitty.

"Where have you been?"

"Guys, chill with the questions, first these are my friends, Angelo Espinosa aka Skin and Everett Thomas aka Synch. As for the Xs, I kinda missed the x-men so I took to crime fighting in LA, there is a lot of crime there. Along the way I met these two."

Out of the x-men Logan was the only one not paying attention, he was by captain America's side making sure he was alright.

"But you missed out on the biggest fight in the world," moaned Bobby, "We fought against…"

"Bobby," came the voice of the professor, "Tell her when we get back to the institute, I am finished here, I believe Shield is on their way to deal with these two. Logan put captain America in the jet. Angelo and Everett, you are welcome to join us."

"Sure,"

The x-men piled into the jet, unknown to all someone was watching them with a large grin on their face. Sure two of her minions had been taken down but her surroundings were destroyed, perfect.

REVIEW


	5. Chapter 5

Disclaimer- I own nothing

Chapter 5

"TOAD!"

Wanda's scream echoed round the Brotherhood house, very early in the morning may I add. Her scream was shortly followed by a large muffled explosion and the sound of several walls being crashed through.

"Not again," moaned Magneto.

Every morning was the same and it was driving the Brotherhood crazy, especially Wanda for that matter. Toad would constantly pester Wanda, you would think after being constantly thrown into walls he would get the message, sadly he didn't. In the mornings Toad would slip into Wanda's room, why she didn't get a lock the others didn't know, maybe it was due to the fact that everyone in the house could easily smash the door down, and he would sit in the corner and watch her sleep. Needless to say when she woke up there would be a Toad shaped hole in the wall several minutes later.

"But honey bunch,"

Magneto, after bring in the Brotherhood for several months knew this routine off by heart, this was the part where Toad tried to cuddle up to Wanda, but he only ended up pissing her off even more.

"I TOLD YOU A THOUSAND TIMES LEAVE ME ALONE!"

BANG

That signalled Wanda's departure, she was off into town to blow some steam. Ok blowing some steam usually meant that Magneto had to go down to the police station and bail her out, but at least she wasn't killing anyone, right? Magneto had tried talking to Toad but to no avail, he had asked nicely. The old Magneto would threaten to kill Toad if he didn't leave his daughter alone, he is a new man now, he doesn't do that kind of thing now. He had promised to play nice.

Ding Dong

"Must of left her keys in her room," mused Magneto

Ding Dong

Groaning to himself, he slipped out of bed and threw on a dressing gown. If Magneto had learnt anything about the Brotherhood was that whenever someone was at the door no one inside would get it. Their thinking was, if they didn't answer then the person at the door would leave. In the past those who did enter the Brotherhood house usually broke the door down or went threw the windows.

Ding Dong

"Alright! I'm coming."

The first thought that came to Magneto's mind was that the person at the door was not Wanda, she never knocked when she forgot her keys, she destroyed the front door.

Ding Dong

"WHAT!" screamed Magneto as he threw the door open.

"Hello ex boss," smiled Remy.

Magneto groaned, standing before him was two of his ex-followers, Pitor and Remy. He had enough of them during their service and yet when he let them go they always ended up coming back to him.

"What do you want?" groaned Magneto, "It's too early for this,"

"You agreed to release my sister,"

"Straight to the point I see, come in. I'll be ready in a bit."

The pair, now x-men, followed Magneto through into the kitchen, all the time he was grumbling. Magneto was not a morning person.

"Place sure has changed homme,"

Magneto was about to ask how he knew the house had changed but he remembered he had sent Gambit here ages ago.

"Make yourselves at home, I'll be ready in 10 minutes. Oh and Gambit, steal anything and you die."

"Yes sir," replied Remy defeated while putting some cash he had just found back onto the table.

The pair took Magneto's advice and made themselves at home, Remy leaned back on a chair and put his feet up on the table while shuffling his cards. Pitor grabbed some coffee and stood with his back to the cupboards.

"Do you reckon captain America is alright?" asked Remy.

Before Pitor could respond someone from the door way shouted at them in a very high pitched voice.

"Yo, what are you doin' here? One crazy ex acolyte is enough round here."

"Yeah, we don't want you here."

Toad and Blob stood at the door glaring at the two now x-men, Remy just chuckled and Pitor looked worried due to fight was likely to occur.

"You want to fight Remy, homme?"

Blob stood in a defensive stance as Toad moved behind him, Remy sat still as his cards began to glow.

"Gambit! Put those cards away!"

Thankfully before a fight took place and of course more repairs to the Brotherhood house, Magneto appeared from the living room door. Without his armour on, he looked well normal. Suit trousers, black shoes and a white shirt, everyone stared at him like he was an alien or something.

"What?"

"Nothing, just never seen you out of your armour."

"Great. Come on you two, let's get this over with."

Remy and Pitor both followed Magneto out into the back garden, but Remy did leave Toad and Blob a surprise as a muffled explosion sounded within the house.

"Why am I always surrounded by lunatics?" muttered Magneto.

Raising his hand over the dirt three large metal spheres raised from the ground, if anyone else would have been present they would of stared at the spectacle before them. Pitor and Remy having worked with the man for a long time were used to his tricks.

"Climb in,"

"Where we going homme?"

"To free Illyana."

- 20 minutes later -

After a very uncomfortable flight, the three metal spheres touched down outside an abandoned warehouse somewhere in New York.

"Why can't you build a jet?" complained Remy as he fell out of the sphere.

"Simple, I can't afford one…"

"Can't afford it? You're the master of magnetism, you can build it."

Magneto simply shrugged and moved towards the building as the pair followed whilst rubbing their aching necks. The trio made their way through the doors, which were solid steel but thanks to Magneto the doors were easy to move, and down a dimly lit corridor that looked like something off a horror film.

"This isn't right," muttered Magneto.

"Vhat is it…?"

Pitor saw what Magneto was looking at, ahead of them was a door that had been smashed inwards and was hanging off by one hinge.

"Illyana!"

Turning his body to steel, the metal man charged through the door and into the very large room. The room was decorated to a 6 year olds girl standards, the walls were covered in cartoon animals and the main feature in the room was a very large playground. There was a large and rather nice looking kitchen and a bedroom to one side as well, everything that was needed to survive was there.

"Illyana? Where is she?"

Pitor turned to Magneto and gave him a death glare that would make anyone shrivel up.

"I left two of my men to guard her…"

"Remy found dem homme."

The pair rushed to where Remy was and found the two men Magneto had said been guarding her, the weird thing was that the two men were stone.

"What the hell?"

BOOOM

In the middle of the room a large hole ripped open from nowhere and from that fire came. From the fire emerged several large lizards that looked quite similar to philosoraptors, dozens soon followed the first one.

"Oh bugger,"

"I think we may need some help."

REVIEW

**Next chapter will be a group going into the next dimension to stop the beasts at the source with a very interesting surprise.**


	6. Chapter 6

Disclaimer- I own nothing

Chapter 6

"Wow," gasped Amara as she watched the three teens down below in the danger room.

The entire X-men force, minus Magneto, Remy and Pitor of course, were staring down at the danger room from the observation/control room. The three teens were of course Jubilee, the African-American Everett Thomas and the grey skinned man Angelo Espinosa. The new mutants were impressed at what they saw, especially Jubilee, she had some serious new skills. The three teens were against several of Forge's new inventions, miniature sentinels. When I say miniature, I mean 6-7 foot tall terminator like machine covered in the sentinel style armor. All the machines held a variety of different weapons, all had safeties of course, Xavier didn't want anyone to die in his mansion. The X-men, however, were not interested in the machines, they watched the three teens in fascination.

"Let's have some fun," laughed Jubilee as she blasted one of the machines clear across the room.

It was clear to everyone watching that Jubilee's powers had evolved from small 'fireworks' that fizzed and did nothing, now she could produce any size of 'fireworks' and control it to the intended target.

One of the machines charged towards her, smiling to herself she raised her arms above her head as a large orb of light filled the air. With a swift motion, she swung her arms down to face the charging machine, the orb now became a stream of light that soared through the air and hit the machine directly in the chest.

"Nice shot," commented Bobby from above.

The machine that she had hit, now had a large gaping hole in its chest sending out sparks in all directions, the beam had continued on its path destroying several other machines in the process and ended up putting a very large dent in the danger room wall. Above in the control room, Forge mentally moaned knowing that he would have to fix the danger room after this session, again.

At the same time Everett Thomas made his move, thanks to the presence of the mutants above, could use any power he wanted, an added bonus was the fact that he could use any mutant's power he had ever gained, call it a library in his head. Two of the machines charged at him, needless to say the others above were stunned as the first one was sent back across the room in little pieces from a very powerful red blast from his eyes. The second one reached and punched at his chest, up above Xavier was ready push the end programme button but stopped when he saw the teen punch the machine with more force than his body could ever muster.

'Juggernaut's powers,' thought Xavier, as he watched Everett send a powerful blast of telekinetic energy at another machine.

Everyone now watched the grey man stood at the back of the room, still in his trench coat and hat, he hadn't even moved a muscle. Five of the machines broke past the two teens at the front and charged at the man, Angelo smiled as they neared ready to attack. When they got close enough, he raised is hands into the air and they began to change, the others watched as his hands become what looked like a giant hammer made out of his grey skin. Grunting with effort he threw the hammer to the ground instantly crushing two of the machines, then simply dragged the hammer across the floor and took out the machines which were crushed to dust.

"These guys need to be X-men," said Logan to no one in particular, being actually impressed with their performance.

"Watch out Jubes!" cried Bobby through the inter com on instinct not thinking it through as he saw several of the machines come charging up behind her.

Jubilee just smiled up at Bobby and surprised everyone as she back flipped over the machines and landed perfectly on her feet behind them. With a swirling kick to one of the machines, its head flew off its neck and soared off into the air as the body collapsed on the floor. Looking up she saw the others look very impressed, smiling to herself she decided for final move. Taking off into run across the room as the two machines gave chase, the others wondered what she was up to, as she picked up speed small balls of light appeared all over her body. Soon enough her entire body was glowing, what happened next the machines couldn't even predict. Inches from the wall she kicked off the wall with both feet, leaving a very large and impressive dent, soaring through the air directly into the two machines, the energy around her kept her safe as the two machines crumpled to dust as she pounded into them.

The others watched awe struck, eventually Xavier powered down the room and wheeled himself to the lift, the others broke into a run down the steps and crowded the three teens.

"That was amazing!"

"How did you do that?"

"Teach me that kick."

"Dude you're awesome."

"Students," came the Professors voice from the doors, "Stand aside and give the three air to breath."

As if rehearsed the students parted like the red sea allowing Xavier to wheel himself to the three teens.

"Jubilee, Everett and Angelo, I would be honored if you joined the x-men…."

BOOOM

In the middle of the room a large red portal ripped open sending high pitched wind through the room, the mutants all backed to the walls as something very large stepped out into the room.

"Crap, I thought we got rid of them," muttered Forge.

In front of them a very large red looking dinosaur that resembled a T-Rex roared and showed the group its very large teeth. Behind that came several smaller like dinosaurs like the ones that had already fought. The doors to the danger room opened and in sprinted Magneto, Remy and Pitor.

"Charles we have… ah crap.

- at the Brotherhood house –

"What the hell is that noise?" shouted Lance as he stomped over to the front door and yanked it open. What he saw, he didn't expect. "Crap not these things again."

Several of the smaller looking dinosaurs were chasing several residents of Bayville who were screaming their heads off.

"What is it yo?"

"Its those freaky looking dinosaur things again."

"Leave them for the x-geeks."

"Meh," shrugged Lance as he closed the door.


	7. Chapter 7

Disclaimer- I own nothing

Chapter 7

**A/N- sorry it's been a while.**

"Not again!" cried Kurt.

BAMF

Kurt teleported out of the room before anyone had a chance to even move, considering what happened last time it was understandable. Behind the massive T-rex like monster, several more of the smaller demons poured out from the portal to the demon, lava, smoke filled dimension. In short hell.

"X-team move!" yelled Jubilee.

The three teens moved past the stunned X-men and attacked using one of their carefully planned out strategies. Most people would think them weird for having a strategy that involved taking down a giant dinosaur, but the X-men faced this sort of thing on a day to day basis.

Jubilee sent a powerful stream of her fireworks at the T-rex style demon, straight into its chest. The monster gave a roar of agony, or it could have been anger because it did look mightily annoyed. As the monster stumbled back slightly Angelo became super stretchy and wrapped himself around the monsters legs. Jubilee and Everett combined their powers and shot a combined jet of their powers, Everett using Jubilee's powers, straight into the monster's chest once more. The force of which sent the monster stumbling back, tripping on Angelo on the way and crashing very hard on the floor. Not only were the X-men stunned but the other smaller demon creatures were stunned, not one soul in the room moved a muscle.

"Who's next?" chuckled Jubilee.

One of the creatures at the front, being a bit braver than the others, gave a large roar with its teeth showing. The roar from the braver one inspired the rest as they all charged at the assembled X-men who thankfully were over their shock and joined in with the three teens.

Pitor armoured up and punched one of the creatures in the jaw sending it clear across the room, Scott blasted several away as Jean used her telekinesis to keep the monsters at bay the mutants with long range powers could fire without harm.

"Their falling back!" yelled Scott, shooting another blast at another creature.

Sure enough the creatures were running back through the portal to their dimension, the large T-rex creature was still unconscious, which may be a problem for later.

BAMF

The small of sulphur signalled Kurt's returned to the danger room looking slightly better than before.

"Alright team," said Scott in his leader tone voice, "We need to seal these portals up once, Magneto, are there any more portals?"

"Yes, there is one in the warehouse where I kept Illyana."

Pitor glared at Magneto but kept his anger in check for now seeing as how loads of demons were now free to roam the world.

"Alright…."

"ARGGGGHHH!"

Before the fearless leader could issue his commands, Jean feel down onto her knees screaming whilst clutching her head. Many of the X-men backed up in fear, the last time Jean did this she went berserk and took out the lower levels of the mansion.

"Jean? Jean, it's me Scott. Are you alright?"

"Scott!" screamed Jean, waking up from her sort of trance.

"What happened?"

"Some… someone was reaching out to me from the other dimension. Someone's in pain on the other side wanting rescue."

"This changes things," said Scott, "Here's the plan. A team goes to the other dimension while the rest of us take out any of these monsters that have got lose."

"Kurt, looks like you're going back to the other side," muttered Kitty to Kurt who looked extremely pale.

"Forge fix up that device for Kurt. Kurt, Pitor, Kitty, Jean, Jubilee and Angelo. You are team A, you will go to the other dimension and rescue the person in need. The rest will go out and hunt monsters."

"Here ve go again," muttered Kurt.

- 10 minutes later -

Forge had reassembled the machine for Kurt to go to the other dimension in a short period of time, being a genius really had its perks.

"Ok dude, this will give you and your team around 30 minutes then it will hopefully automatically make you teleport back here."

"Vait, hopefully?"

"It's… a work in progress."

Kurt really couldn't believe his ears, he was going back to his nightmare and Forge could only tell him the device would hopefully work. Great. This would certainly end well.

"Alvight, grab onto me."

The team all grabbed onto Kurt, all of them having ear pieces to communicate with the team and of course the mansion which Forge said would hopefully work.

BAMF

BAMF

The team reappeared in the hellish nightmare, for Kurt, being the only one who actually went there, found it rather different. The team was standing on a large rock over looking the landscape, canyons lined the floor with large, jiggered rocks sticking up all over the place. In the far distance a large medieval like castle spewing out fire from the top like a volcano.

"That's different," muttered Kurt.

"Look out!" screeched Kitty.

The group looked up in time to see a very large flying beast with several large hairy legs, just about to swat the team. Kurt screamed and grabbed the closest person to him which happened to be Pitor and teleported away. Kitty grabbed onto Jean and 'melted' into the floor while Angelo's legs were transformed into a coil, grabbing onto Jubilee, his legs sprang up shooting off into the air. Seconds later the patch where the group had just been standing was smashed into a million pieces from a swipe from the flying monster.

**To be continued **


	8. Chapter 8

Disclaimer- I own nothing

Chapter 8

Within the confines of the creepy looking castle, which also doubled as a volcano, swarms of beasts stalked the entire place doing their masters bidding. Not only were raptor style demons roaming, but more sinister and meaner demons roaming the place. Several looked like something off a horror film, huge razor sharp teeth that looked like they could chew through anything. Eyes that glowed red that screamed evil on sight and gave off the perfect demon look. One of the demons resembled the balrog from Lord of the Rings, except for the fact that it had no fire whip and had huge teeth.

The largest room of the castle was in fact the throne room which was at the dead centre, getting to the room meant getting past swarms of demons in all shape and sizes. In short it is impossible to get to. The entrance to the throne room was just a huge hole in the wall with a strange blue energy source covering it. Around the room were large and impressive Greek style pillars, each with swarms of demons standing round them. Across from the 'door way', at the far back of the room was the throne, made out entirely out of demon bones. The back of the throne made from a giant tooth, whatever demon that came from must have been massive.

On the throne sat a young woman around her twenties, dressed in a flowing white cloak and a white leotard with knee length white boots. In her hands she held a large golden staff with a golden eagle on the end of it. She also had long golden blond hair half way down her back with stunning blue eyes. The woman just looked out of place in a demon dimension.

BOOM

The castle literally shook, the demons began to roar to one another as the woman on the throne did not look at all fazed.

"IGOR!"

From the door a small hobbit type creature with a very large hump on his back stumbled into the room and bowed before the woman.

"My name is…"

"Spare me, what is going on?"

"We have intruders in the area my queen."

"Intruders?"

Waving her hand a large blue screen appeared out of thin air and showed her the intruders which of course were the X-men.

"Pitor?" gasped the woman, "Igor I want them alive, bring them to me."

The creature known Igor, that kept rolling his eyes every time the woman called him that name, ran from the room shouting in a very strange and bizarre language.

Meanwhile several miles away Kurt and Pitor appeared in a cloud of sulphur smoke, Kurt looking frightened for his life. Which was understandable, who wouldn't be?

"Vhat…?"

Looking down at the device on his chest, the device that Forge said it would work, Kurt found it to be useless. The device was smoking and on fire, so much for fail safe device Forge had promised.

"Great," muttered Kurt. "I'm going to have a long talk with Forge."

"Oh my,"

The pair had a great view of the castle, if you call looking at a demon infested castle great or just seriously bad luck. Pitor was no just as scared as Kurt since literally thousands of demons came out from the castle, both on the ground and from the air.

"Ve are so dead."

Trying to escape he tried to teleport home, unfortunately for him he could not. Pitor armoured up as one of the demons leapt up at them. In a swift punch Pitor sent the demon clear across the horizon, unlucky for the pair more and more replaced every demon Pitor managed to punch away.

From the east a large stream of white light shot up into the air, making many of the flying demons scatter out of the way. The stream of light was replaced by a large explosion that rattled the ground.

To the west of them the demons simply were flying and running back towards to the castle earning confused looks by Pitor and Kurt. In a mere minute the pair received an answer as a large T-rex style demon was literally thrown through the air.

"Look out comrade we have company."

A large blue light appeared before the pair, the demons shrank away afraid of what was to come. Kurt actually sided with the demons, if they were afraid, what was coming? The light exploded, Kurt and Pitor had to shield their eyes, seconds later a woman stood where the light had once been.

"Stupid creatures!" yelled the woman, with a faint trace of a Russian accent, "Must I do everything."

Some of the braver demons who had stayed decided to join the others and legged it down the mountain.

"Ve need to run," muttered Kurt sounding very scared.

"Wait," muttered Pitor faintly, feeling uncertain about something, "That woman looks very familiar…"

"Pitor…" began the woman.

Before she could continue to speak a large jet of light hit her in the side sending her flying into the air.

"Pitor, Kurt!"

The other X-men joined the pair on the mountain, the team had suffered minor injuries but thankfully were not fatal. Jubilee was leaning on Angelo for support whilst holding her arm. Kitty by the looks of things had sprained her ankle with Jean helping her along the way.

"Guys!" cheered Kurt.

"You should not have done that!"

The mysterious woman's voice echoed all around them as dark clouds began to form all around them. The clouds began to swirl in a hurricane fashion, leaving the group on a small patch of rock on the mountain.

The woman began to laugh hysterically making Pyro seem sane. Jubilee began shooting randomly into the clouds in hopes of hitting the woman with Jean also shooting off random telekinetic bubbles.

"Enough of this!"

In a flash the entire scene changed as the clouds vanished into thin air, the woman floated before them with her arms out stretched and looked very annoyed. Jubilee sent a powerful jet of light at the woman only for it rebound of some invisible shield. Jean had the same problem with her powers and stared in shock as the woman chuckled to herself.

"Ve are so dead," muttered Kurt.

The woman simply smiled to the group and raised her golden staff, in a flash of light the group found themselves in a dark and gloomy dungeon. Everyone except for Pitor was chained to the walls, Pitor stood before the woman looking mightily confused.

"What the hell?" muttered Kitty.

"Pitor," screeched the woman, literally flying into Pitor with arms outstretched.

Pitor had never been as confused in his life as he was now, the woman continued to hug her as the others watched in on confusion.

"Ummm, who are you?" asked Pitor, even though he had a funny feeling he knew her.

"Pitor!" laughed the strange woman, "It's me Illyana."

- Back in Earth dimension -

The situation in Bayville had become, well totally chaotic was close enough. Dozens upon dozens of demons roamed the streets as the inhabitants ran for their lives. The police had long ago given up trying to fight the demons and joined in with the locals running for their lives. The town centre was where the demons descended on as several people made their last stand there. Several of the X-men stood around the fountain fighting off hordes of demons.

The fountain was simply a large stone circular wall with the water in the middle, around was several steps that the X-men were now on. Several barriers were put up around by the X-men in hopes to keep the demons at bay. Cyclops and Everett shot off optic blasts, Everett having catalogued Scott's powers. Berserker and Iceman were busy trying to keep the demons at bay with their powers with little success, every demon they got rid of another two replaced it. Storm flew through the air sending bolts of lightning into the swarms of demons and occasionally picking up a local and dropping them off in safety. The other X-men were running around on crowd duty while helping to the best of their ability. Logan stayed behind in the mansion with Xavier to protect Captain America who was still unconscious.

"We need a miracle," muttered Scott.

BOOOOM

Out of no where a very large white light engulfed the entire town, seconds later the demons were gone earning confused but relived looks and in replacement stood several people who looked just as confused as the others.

"Jean!" cried Scott, running to hug his girlfriend.

"What the…"

Scott stopped short of the group as he noticed two strangers beside them, one that looked like Frankenstein's assistant Igor and a rather attractive blond woman who had her arm around Pitor.

"Comrades, I would like to introduce you to my sister."

"Can't we ever have a normal day?" muttered Scott.


	9. Chapter 9

Disclaimer- I own nothing

A/N. just in case anyone is at all interested I am writing a new Harry Potter story. Involves Albus Dumbledore and Gellert Grindelwald, their childhoods leading to the global wizarding war.

Chapter 9

Xavier sat at his study window watching his students on the grounds having the time of their lives. Mutant basketball. Fun for the students, a headache for the professor as damages always occurred to the property. Re-planting trees, filling in minor holes, and minor stuff really except for the one time where Bobby somehow managed to blow up the garage. Several of the students under the supervision of Beast were on the basketball court with Beast failing miserably to keep the order and the no powers rule. Pitor's litter sister, Illyana, who really couldn't be called little anymore was sat with Amanda showing her magic. Xavier, like the rest of the mutant manor, had welcomed Amanda with open arms as times were tough at her home. He watched with an amused smile as Amanda watched in awe as several rocks were levitated around her.

BOOOM

Sure enough after several minutes of basketball, the students had broken the no powers rule as there was now a large hole in the middle of the court. As always Scott came out to the courts to try and restore order but failed miserably as Bobby 'accidentally' froze him. Logan would normally be the one to break up the fun downstairs but he was still in the infirmary waiting for cap to wake up.

"Come in," smiled Xavier as he sensed someone at the door.

Sure enough one of his students strolled through the large oak doors into his large study. Turning round he found himself facing a rather unhappy Jubilee.

"What brings you to my humble study Jubilee?"

Instead of answering Jubilee stepped forwards and threw a newspaper onto his desk, the professor stared at the front paper in shock.

"_Los Angeles in state of emergency" _read the headline on the front page.

The headline was accompanied by a large picture covering the rest of the front page, which was of the city literally on fire, well part of it was at least.

"_The city of Los Angeles is in a state of emergency as events over the past few days have spiralled out of control. The local heroes who are mutant vigilantes kept the crime rate down, without their presence anarchy has happened…"_

Xavier put the paper back down as he had read enough, looking up to find Jubilee pacing up and down his study.

"I take it you wish to return to LA?"

"Yes," responded Jubilee, "I have spoken to Everett and Angelo, we have all agreed on returning."

Xavier nodded in understanding, not at all realising how much the city of LA really needed the three mutant teens. Xavier actually thought it was amazing how the people of LA admired their mutant heroes whereas in Bayville everyone hated their guts.

_Beep beep beep_

"One second Jubilee," Xavier turned from the mutant teen and picked the phone beside him, "Hello? What? When?... I'll be there as soon as possible,"

Xavier put the phone down and rested his head on his hands with a small smile on his face.

"Professor?"

"I have a proposition for you Jubilee. I gave my number to every one of my student's families in case of emergencies. Do you know about the Guthrie family?"

Jubilee nodded in response as another explosion rocked the mansion from outside causing Xavier to groan.

"Well according to Mrs Guthrie, Sam's younger sister Paige has been acting weird. She has been showing signs of the mutant gene. My proposal if you and your team would like to accompany me to Kentucky then on to LA."

"Sure," shrugged Jubilee, seeing no harm what so ever.

Xavier telepathically called Everett and Angelo to the hanger as mutant basketball was finally 'put down' considering there was no longer a court to even play basketball on.

Meanwhile in Arizona somewhere in the desert a lone black van drove along a single track leading to the middle of no where. The van itself was literally hundreds of miles from any civilisation, the only building being a very old and tattered warehouse. Not a sole in sight the van drove into the warehouse to the dead centre, all of a sudden the floor around the van descended. The ground level was just a ruin and abandoned but the lower levels were full of convey belts filled large machine parts leading into a large chamber. The van touched down onto the lowest and a man dressed in all black stepped out with a large grin on his face.

"Ah Stryker," came the voice of the second in command, Bolivar Trask, "How was the summit?"

"Mixed reviews, I gained support from a few senators and some very influential business men. Unfortunately the president does not back our programme."

Both men chuckled at the same time both thinking the same thing, which of course was rather evil.

"Show the world what our machines can do?" asked Trask.

"Bingo," replied Stryker with a large grin plastered on his face. "We shall win this war before this begins. Have you picked out a suitable target?"

The pair strolled down the base to the large room where all the conveyor belts met, all over the place men in white lab coats ran about like headless chickens.

"I have a suitable target," smiled Trask, "We tapped Xavier's phone and found out about a new mutant. Luckily for us he is personally flying out to greet her. Her name is Paige Guthrie."

"Excellent. How many sentinels are operational?"

"Five at the moment."

The pair grinned at each other both thinking sending the five machines to their intended target.

BOOOM

Both men looked up to find a large hole in the wall, behind stood hundreds of unfinished sentinels but the thing that caused the hole was standing several feet in front of them. It was another sentinel but this machine was around 7 foot and looked, well almost human.

"Sorry sir," yelled one of the men in the white lab coats. "This one is still experimental."

The machine in front of them raised its arms as they transformed into rather large guns as its eyes glowed bright red, Stryker and Trask both had looks on horror on their faces.

"Nimrod, emergency shut down now!"

Luckily for everyone in the room the machine powered down, Stryker on the other hand was red in the face with anger.

"Enough of your experiments, get the sentinels that are ready and send them to these coordinates!"

"Yes sir."

Before he left Stryker swear he saw the machine called Nimrod smile at him.


	10. Chapter 10

Disclaimer- I own nothing

Chapter 10

The x-jet was defiantly the way to travel.

One thing that always nagged at the back of Jubilee's mind was how on earth the professor managed to build and pay for it. Charles Xavier was a school teacher, not some multi millionaire. Although the students did have a betting ring on whether he was a millionaire or was hiding his past, Bobby swore the professor was a drug dealer.

Everett was clearly impressed with the ship, which is why he sat in the co pilot seat next to Xavier asking every question imaginable. Xavier didn't mid, he was pleased at Everett's curiosity.

Angelo, however, was the total opposite and sat at the back away from the rest. Jubilee and Everett knew why but Xavier had a concerned look on his face. Angelo was not a very trusting person, after all he had been betrayed by those he considered family. Back in the day he had been a gang member, raised by the gang after his parents kicked him to the street. At the age of 15 the gang he considered family framed him for something he didn't do. He spent 3 years in jail, once out he met Jubilee and Everett. He still didn't trust them, Jubilee didn't blame him considering his past.

"Buckle yourselves in, we shall be landing in several minutes," came the voice Xavier.

Everett asked if he could land the jet making the hairs on the back of Jubilee's head stand on end, he couldn't even drive a car! Thankfully Xavier chuckled in response and said maybe next time.

Just as Xavier had said the x-jet touched down in the middle of the Kentucky town where the Guthrie family lived. The occupants filed out into the town to find it filled with people staring in awe at the jet before them. Looking around the town looked like it belonged in the old west, the high street filled with shops and at the end was a jail. Scattered around the place, without any order by the look of it, was quite a few houses. The difference between the old west and this town was that cars littered the place as well.

"Xavier, it's nice to see you again,"

A man stepped forwards with a sheriff badge on his chest, he actually looked the part of being a sheriff.

"Good to see you again old friend."

The pair shook hands as the others looked on around the town. Jubilee couldn't believe Cannonball grew up here, he was always so active and so into computer games.

"I hope you don't leave that jet here for long. You're blocking the road."

Xavier smiled in response and shook the man's hand once more then beckoned the others to follow him as he rolled to a house on the outskirts of the town. Several people were milling around outside, most of them young children except for an elderly woman trying to keep order.

"Jane," called out Xavier as he got close enough.

"Charles,"

Jubilee was good at reading people but this woman had an excellent poker face, she seemed glad but somehow annoyed at Xavier's presence.

"Come on in for some tea I suppose,"

Jane and all the younger children retreated into their home as Xavier flanked by Jubilee and Everett followed. Angelo chose to stay outside keeping watch.

Meanwhile on the outskirts of the town a lone woman made her way to her destination. The people she passed stopped and stared, too afraid of doing anything else. The woman is a mutant. One of most manipulative on the planet and she was blue. Mystique. Master of disguise and infiltration, she got everything she always wanted, with the exception of two things. Her adopted daughter, Rogue and her son Kurt. She was going to be with them no matter what. As luck would have it for her, she knew Xavier would be here. She 'cough' bugged 'cough' the mansion's phones. Since Mystique was a master of disguise and could impersonate anyone, her plan was to replace the young girl Xavier was after. That way Mystique could just walk into the mansion and steal her children away while everyone was asleep.

"This is going to be too easy," smirked Mystique as she transformed into Paige.

Several of the people passing her rubbed their eyes and pinched themselves to make sure they weren't asleep.

What Mystique didn't know was that she wasn't the only one going after Paige or the X-men.

On the other side of the town a sleek black Mercedes pulled up behind the jail/sheriffs office. Out of the car stepped three occupants, the first looking like a over grown cat with a trench coat. The second wearing very, very skimpy white clothing while the third looked like someone from the Victorian age.

"Emma dear. Are you sure this is this place?"

Emma scoffed in return, looking mildly insulted.

"Yes Sebastian dear. Paige Guthrie is here somewhere."

Before the group set off Sebastian and Emma turned to Sabertooth who looked bored out of his mind being there.

"What you looking at?"

"Remember this, we can not kill anyone…"

"Why?" whined Sabertooth like a child.

"We need to set an example," replied Emma for the hundredth time, "This Paige is a powerful mutant. We must show we are the good guys. So, no killing her friends and family."

Sabertooth nodded reluctantly, he never got to have any fun around these two.

On the outskirts of the town a flash of blue light engulfed the area then vanished and in its place stood two men. One of them only wearing an Egyptian style loincloth and was also in blue but covered in weird symbols. The second wore a long black cloak and hood, hiding his face full of tattoos.

"That drained my power," muttered Apocalypse, "You must look after me."

"Yes my master," replied Mesmemro while bowing as low as he could get. "Where is your first horseman my lord?"

"She is near, I can sense her power."

"Forgive me for asking my lord, but what can this Paige girl do?"

Apocalypse chuckled in response, "You shall soon see."

Unknown to everyone in the town, five huge sentinels flew towards them in hopes of destroying the mutants. Unknown to the sentinels several choppers followed them as it was Shields job to protect everyone, mutants included. Plus if they caught one intact one then they could track Trask down.

Unknown to everyone still a large task force of choppers flew from the opposite direction, the director had heard the description of Xavier finding a young girl with brunette hair, with strange powers. The director had promised his superiors Hydra would not lose X23 again.


	11. Chapter 11

Disclaimer- I own nothing

A/N- sorry, I know it's been a long time, sort of forgot :(

Chapter 11

Xavier wheeled himself to one side of the table with Jubilee and Everett flanking him as the entire Guthrie sat on the other side looking at the three occupants with strange looks. Well the children were, Jane was positively glaring at Xavier.

"Paige, dear? Can you in here for a moment?"

Jane's voice was flat, giving away no emotions what so ever, her eyes not leaving Xavier for a minute. Jubilee had talked to Sam about his home life on few occasions, what she learned was something bad had happened when Xavier came to give the Guthrie his offer.

Seconds later a shy young girl around the age of 14 walked into the room, as everyone's eyes turned towards her. The girl named Paige had long flowing brown hair down her back sparkling innocent eyes, all the while she kept itching her arms.

"Paige. This Professor Xavier, he runs a… special school in Bayville for people like you."

"Really?" muttered Paige in response, not looking as if she believed it.

"Yes Paige, at my school you learn to control your powers. May I ask what your powers are?"

A few of the other kids at the table started to whisper between one another as Paige looked down ashamed.

"You won't like it. No one does."

"We won't judge you," came the response of Jubilee, earning a grateful look from Xavier.

Paige nodded in return and set her arm on the table, grabbing the skin from her elbow and literally pulling the skin off. Several of the kids screamed and looked away as one of them threw up on the floor, the three mutants turned pale at the sight, not really expecting that. The girl in front of them didn't even scream once as she tore every part of the skin from her elbow to fingers off. As soon as the skin was gone it became clear what power the girl had.

"Is… is that metal?"

"Yeah, I can make any substance I want. I just have to wait for my skin to grow back."

Throughout all of this Jane had been glaring at Xavier, almost as if saying this was entirely his fault.

"Well Charles? Are you going to drag my daughter off to that school of yours?"

Before anyone else could even reply a large explosion rocked the entire house, seconds later the roof was literally teared off revealing the x-mens worst nightmare, a sentinel. Before any could react the machine raised its hand to the group and a tentacle shot out from the palm and wrapped itself around Paige, then pulled the scared girl into the awaiting hand.

"You are nothing but bad luck!" screeched Jane. "Luckily for you, we are prepared."

The Guthrie family all drew weapons of all sorts from their hiding places dotted around the room, the three mutants were still speechless as they watched one of the little girls take out a bazooka. Obviously the girl had training with the weapon as she fired and the rocket impacted the sentinels chest, making it stumble backwards.

"Everett, move it," ordered Jubilee as she ran towards the door, leaving a stunned Xavier looking at the carnage.

Stepping out of the door, the situation was even worse. The entire town was running around with heavy duty weapons from mini guns to rocket launchers, the entire town was packing. Four sentinels moved around the town shooting green blobs, obviously having been ordered not to use force against the human population. The fifth sentinel, the one carrying Paige was making its way to the centre of the town.

Around the townsfolk and the sentinels two groups of people were fighting it out on the ground and in the air. One group, SHIELD wore black uniforms who also were helping the townsfolk, the other being Hydra, dressed in green outfits. Over the town, a few dozen choppers fought over dominance of the sky, all in all it looked like a war was going on.

"HELP ME!"

The screams of Paige echoed across the town as the mutants and the Guthrie family gave chase.

"NOOOOO!"

Xavier had wheeled himself out just in time to see one of the sentinels launch a missile at the X-jet blowing it sky high. Meanwhile Paige had got her arms free from the tentacle and began to remove the skin from her other arm. Raising her arms she brought her fists, now metal down onto the sentinels hand, effectively shattering it into millions of pieces. Landing on the floor she found herself staring at two people encased in green blobs, the first dressed in a heavy black cloak with a face that it belonged in the circus, the second wearing nothing but a loincloth and was basically blue.

"What the…?"

The sentinel that had been holding her fell backwards with a giant hole in its chest from the combined power of Jubilee and several RPGs. Regaining her composure, Paige ripped the rest of her exposed skin off revealing the same metal as he arms.

One of the soldiers dressed in green turned the corner and came face to face with Paige and immediately opened fire, the bullets thumped into the metal and dropped harmlessly to the floor. She smiled to herself as she punched the soldier into the air as another sentinel came round the corner. Two powerful streams of light soared past her head and smacked into the sentinel forcing it back.

Jubilee and Everett appeared by her side as a load of soldiers came round the corner, a mixture of green and black fighting it out.

"Who do we help?" asked Paige, having never seen any of these soldiers before.

"The ones in black, Shield are the good guys here."

The three mutants ran passed the downed sentinel to help the soldiers, the sentinel began to rise once more until a large grey fist smashed into it's back. The grey fist shrunk back into a normal sized fist as Angelo stepped out of the shadows and went to help.

Across the town one of the sentinels had lost it's leg and was hobbling down the street looking for its target only to hit by an invisible force blowing the insides all over the town. A woman in white stepped out from the shadows and smirked at the downed machine.

"Annoying machine… hello?"

From a destroyed house emerged Paige Guthrie, without any warning the woman in white put the girl to sleep with her powers.

"Furball, pull up the car, we're out of here."

Sure enough a sleek black car pulled up by her as a man stepped out and shot a huge wave of energy at a sentinel, effectively destroying it. Paige was thrown into the back as the car shot out of the destroyed town leaving the townsfolk to destroy the last sentinel.

Sure enough the last sentinel was brought down as a Hydra chopper crashed into it, the Hydra soldiers running for their lives seeing as how they had lost the battle.

"Jubilee."

Xavier wheeled himself to the mutants who had smug looks on their faces, surrounded by a lot of downed Hydra soldiers, Paige's skin already growing back.

"Die mutants!"

One of the Hydra soldiers had pulled several pins out of the grenades he was holding, unfortunately the man was right beside the group.

"Oh shi…."

THONK

In a flash of white light the group had vanished from the partly destroyed town and reappeared in a basement.

"What the…?"

A new mutant was in the group looking at the others with a concerned look, everyone else was just staring at her.

"Illyana?"

The Russian nodded and looked around the basement with a curious look.

"My magic alerted me to your trouble. I transported us to what my magic says is your base?"

The three LA mutants looked around at the familiar basement they had called home. Several sofas lined the wall with bookshelves nailed to the walls, a large TV stood at the front alongside what looked like a police radio. A large kitchen stood at the back of the room, the only way out being a heavy metal door with a hand print scanner on the wall. On the far wall was a very large red X with loads of photos of the teens accompanying it. Along with the TV and hand scanner, an advanced warning system was in place, several more TVs showed camera footage of a garage with several motorbikes and half finished vehicles parked. Another camera showed the local news and the city itself.

"Where did you get resources for this?" asked Xavier, completely stunned.

"There's a complete computer whiz, he used to live in Bayville. Calls himself Arcade."

Xavier put his head in hands remembering how Arcade had once got his team almost killed, not that he knew it was true. If the three teens could trust Arcade then he could to, deciding to change the subject, he looked at the red X with curiosity.

"What's with the red X?"

"I felt miserable leaving the X-men," replied Jubilee, "I kinda figured we could be a new generation of X-men."

"Like Generation X or something?" asked Paige.

The three LA mutants looked at one another with impressed looks, all of them nodding and patted her on the back.

"That's brilliant, don't know why I didn't think of that before."

"Can I join professor?"

Paige stared at the professor with big pleading eyes, it wasn't like they really needed her at the institute. From what he had seen Paige could handle herself and control her powers pretty well.

"Very well. Jubilee, if you need anything, do not hesitate to ask."

"I shall stay as well," said Illyana, "But first I shall take you home."

In another flash of white light Xavier was gone and the alarms began to go off.

"I guess generation X has its first mission."

The group smiled at one another, this was going to be fun.

PLZ REVIEW


	12. Chapter 12

Disclaimer- I own nothing

Chapter 12

Several cloaked figures darted through the trees of a very heavily wooded area, the moon giving off the only source of light giving a really eerie creepy vive. Three of the clocked figures arrived at a clearing in the trees to find their target, a large rock face stood before them with a quite impressive medieval style castle sitting on top. Several guards dressed in black uniforms with heavy duty weapons and night vision patrolled the sight, a few patrolling at the foot of the rock face by the trees.

The first of the cloaked figures stepped out of the trees and shot an ice beam straight at one of the guards with his back turned to the trees. In a matter of seconds the soldier was in a block of ice without any noise being made. Two other guards walked round the corner unprepared as another cloaked figure stepped forwards and sent a jolt of electricity at the pair forcing them into sub-consciousness.

"This is easy," smiled the leader of the group.

"Shut it Icecube we got a job to do."

Iceman growled to himself, not allowing his anger to flare up on a mission. From the trees Cannonball shot up towards the wall on the rock face, knocking out one of the soldiers in the process. As planned Cannonball whistled over edge, seconds later both Iceman and Bezerker stepped off the ice tower and onto the wall, the ice immediately melting leaving no trace except for several unconscious soldiers.

A moan followed by a clatter of metal turned the group's attention behind them to a soldier also on the floor, one they had missed. Standing over him was a smirking Tabitha who was also wearing a cloak over her ex-Bayville siren outfit but unlike the others, she wore her hood down. Several more clatters from around the wall revealed several other cloaked figures, phase one had been completed. Phase two breaking into the castle keep that was partly built into the rock face.

"Team move."

Cannonball, with Tabitha in his arms shot off to the exposed roof of the keep as Rhane followed in her wolf form jumping ledge to ledge. Sunspot and Jamie vanished to the side of the keep ready for the signal as Amara stepped up to the large metal doors of the keep and simply melt it with several well placed fire balls.

Both Bezerker and Iceman shot their powers through the hole at the two soldiers on the other side who had no idea of what just happened. Bezerker, Iceman and Amara ran through the hole created, attacking any soldiers they came across who were unprepared. Deeper into the keep the trio went until they came to another smaller door, this time made of wood with no protection what so ever.

Stealthily the trio made their way into the room, thankfully the door opened up behind piles of machinery. The door they came from was on the second level of the room, the place was rather spherical to say the least. The second level was simply a large cat walk filled with machinery that went round the edges of the entire room, the only way down to the ground floor being two sets of metal steps and of course all the miles upon miles of wires hanging from everywhere. The ground floor had several computers set up at work stations with men in white lab coats running around, several tables scattered around the place were filled with rather futuristic weapons. In the centre stood an elderly man dressed in white suit staring a world map before him as a teenage girl was tied up behind him in a chair. Beside the teenager stood two soldiers as several others patrolled the floor.

"Team one ready."

"Team two ready."

"Team three ready."

As planned the mutants acted as a team as Iceman and Bezerker jumped up from their hiding spots, shooting of their powers to distract the soldiers. The distraction worked as the soldiers opened fire at the mutants as the ceiling gave way as Cannonball shot through straight into the floor. The shockwaves of which sent several soldiers and men in lab coats flying through the air. At the back the wall was smashed in as debris rained down on the personnel and equipment, seconds later a load of cloned Jamie's ran into the room creating havoc as they stole the guns from the soldiers and just plain annoyed the others.

The elderly gentleman looked around in anger as he proceeded to the closest table and picked a rather large gun. A snarling sound from above caught his attention as he looked up he saw a large red wolf jumping down at him with claws and fangs baring. In a heartbeat the man raised the gun and fired what looked like belonged to a sentinel as the blast was a continuous yellow light. The new mutants looked up to see their friend blasted into ashes in front of their eyes. Before the man could do anything else, Iceman jumped up from his position once more and encased the man in a solid block of ice.

"Bout time you got here."

The teenager tied to the chair simply grinned at the mutants as Iceman stepped forwards and untied her.

"Shut up Amanda," replied Bezerker, "This is a stealth mission so be quiet."

Amanda wore one of the uniforms that the new mutants wore with the exception of the cloak and a golden medallion necklace, a gift from Illyana.

The group ran back up to the steps and through the keep back onto the wall to await fro extraction, sure enough the X-jet flew over head the trees making its way towards them.

Unknown to the X-men in the jet, several sentinels appeared out of no where from the jungle and transformed their chest and arms into large weapons. The same bright yellow light emerged from the sentinel's chest and shot with amazing speed straight at the X-jet. In a large explosion the X-jet fell to the ground in a million pieces as Storm flew towards her attacks only to vanish in the same energy attack.

BAMF

The smell of sulphur signalled Kurt's arrival, standing with a grin on his face as he saw Amanda. Before the blue mutant could say anything a soldier appeared around the corner and shot the same type of energy blast. Before the teams' eyes Kurt vanished like the others.

"KURT!"

The scream of Amanda echoed round the castle as the golden medallion gave off a surge of energy, blasting the soldier clean off the wall and into the trees below.

"Team move!"

Iceman made an ice slide to the surface by the trees which everyone jumped on and ran for their lives through the woods to the X helicopter. Iceman and Bezerker ran in first and buckled up in front, starting up the helicopter as everyone else piled in. Amanda sitting at the back with Amara, both with tears streaming down their cheeks.

"Professor? Can you hear me?"

Up at the front Ray was trying all frequencies while Bobby flew the helicopter to god knows where. Thankfully the helicopter had a cloaking device as several sentinels flew past them as high speeds.

"Ray?"

Ray persistence paid off as finally the radio sparked to life with the professor on the other end.

"Professor, the X-men are dead…"

"I felt their passing, return to the man…"

The rest of his sentence was cut off by a loud explosion on the professor's end quickly followed a deathly silence.

At the back Jamie began to sob as he realised what everyone else was thinking. Bobby flew the helicopter on back to the institute, just in case.

Several minutes later the institute came into view and the entire group gasped in shock. Dozens upon dozens of sentinels were present shooting off their energy blasts at the institute, a large red optic beam was shooting back at them signalling the fight is not over. Bobby flew the helicopter through all confusion as Amara shot off fire balls at the sentinels through an open hatch at the back. Touching down on the lawn, the group saw Beast vanish like the other before their eyes.

a red optic beam shot several of the sentinels attempting to shoot at the helicopter as the group made their way into the heavily damaged institute to find no trace of any of the other mutants except for Scott who was still fighting outside.

"Good, ye here."

From the debris emerged a battered Wolverine, his healing factor working double time keeping up with his injuries.

"Logan…"

"No time for that kid. Chuck found the sentinels origin. You take that base out then the machines have no signal to follow."

Logan handed Bobby a map pointing to the bases location just as an energy blast shot through the roof and hit Logan. The roof started to collapse as more and more energy blasts shot through, one of them hitting Jamie in the process.

"Back to the chopper!"

Sam took off Cannonball style straight at a sentinel by the entrance, sending it flying backwards into another one behind it. Sunspot powered up and joined in as the others ran for the helicopter whilst shooting off their powers. Sunspot grabbed on the sentinels legs and twirled it around, smashing into the others along the way. The optic blasts had stopped as soon as they had reached the entrance signalling Scott's death.

BOOOM

Cannonball ploughed through another sentinel and emerged from the back to find a sentinel already shooting an energy blast at him. Unable to dodge the teen vanished like the others before him, the mutants in the helicopter watched in shock unable to do anything for their friend. The same happened to Sunspot, a large explosion send him flying through the air giving the sentinels target practice.

Bobby put the helicopter into stealth mode and flew at top speed away from the institute.

"Their gone," sobbed Amara.

No one said a word as Ray turned the mini TV up at the front to show the news. The news however was filed with reports of giant machines destroying every city across the globe.

"We destroy the HQ and every sentinel goes down," said Bobby, in a clam voice. "No matter what."

The other nodded in agreement as Ray continued to fiddle with the instruments at the front.

"Bobby, I found an X-men communicator. Down there."

Booby didn't need telling twice as he brought the helicopter down for a landing in the middle of a graveyard of sentinels. At the centre of it all was an unconscious Jean, without a word between them all they brought her aboard and continued their flight.

"Where am I?"

"Finally."

Amara and Tabitha both looked at Jean with concern, the woman seemed to be… dazed.

"How did you survive the attack?"

"I don't know," replied Jean, looking around dumbly, "I have something important to do but I can't remember."

"That's great," snorted Ray, "We're going to destroy the HQ with a mutant that can't remember anything."

Bobby punched him on the arm as Jean struggled to remember what was so important, after a few hours of flight the sun had set and the team had reached their destination. Setting down behind some trees and rocks the team made their way to a clearing to see several sentinels patrolling around a house in the middle of noting but desert.

"What do we do?"

"Tabitha, Amara. You two cause a distraction while the rest of us go in and destroy whatever is in there."

Without any sound the team sprang into action as Tabitha and Amara attacked from one side, distracting the sentinels while the others made a break for the house. All around the open desert, dozens upon dozens of sentinels emerged from hatches. Tabitha had began launching giant orbs at the sentinels, destroying them with ease as Amara sent large eruption all over the place, absolutely destroying everything. One of the sentinels got a lucky shot at Tabitha who vanished into thin air, without anyone covering her back Amara soon vanished as well.

The others had made considerable process as they had found a secret passageway to a large underground cavern with thousands of sentinels being created. At the centre of the cavern was a large sentinel head with wires leading to every machine in the place.

"Here's the plan…"

Before Bobby could tell the others his awesome plan, the alarms sounded as every machine in the room turned to face them. Behind them the passageway was beginning to seal itself, without warning Bobby sent a wave of ice up the passageway with Jean and Amanda at the front. The ice sent them back to the house as Ray and Bobby smiled at one another, charging down at the head with everything in the room shooting at them.

Back up top Jean and Amanda ran for their lives as several seconds later a very large explosion took them off their feet. Where the house had once stood, a large mushroom cloud shape was there now.

In every direction dozens of sentinels flew towards the pair, all with guns pointing towards them.

"We need to get out of here!" cried Amanda.

"No, I remember what I have to do now."

Without warning Jean sent an immense surge of power at her, making her black in pain, the sounds of the sentinels vanishing being replaced with new voices.

"Amanda? Please vake up."

Amanda's eyes flew open at the sound of Kurt's voice, her eyes adjusted and found herself starting at the ceiling of the danger room. Sitting up she saw all the mutants crowded round, the new mutants were breathing heavily on the floor except for Rhane who stood to the side looking slightly annoyed.

"Kurt? But you're dead."

"Try to remember," said Xavier as he wheeled himself to the group. "You were in a training exercise, designed to worsen no matter what you did."

"Exercise? It looked and felt real to me!" shouted Ray and Bobby at the same time.

"Think back. You saw Rhane die before your eyes, you saw the X-men die in the X-jet. No one mourned for them, it was only until Kurt dies that everything went wrong."

At those last words Xavier looked at Amanda, the mutants also turned to look at her with shock.

"When you saw Kurt 'die' before you your mind made you think the training exercise was real. That medallion you are wearing is very powerful. You activated it destroying the soldier you saw, by doing so you also made the others believe it was real as well. We hoped the exercise would end when you would 'die' in the exercise but that didn't happen. Everyone was so convinced it was real that they actually thought they had died, I used my powers to stop them from slipping into a coma while Jean went into your mind and pull you out of it."

Amanda looked to Jean for the first time who was on the floor in Scott's arms covered in sweat.

"Unfortunately that didn't happen. When I entered your mind I was attacked by too many voices. I became… lost and met up with you on what you considered to be reality."

Amanda looked down in horror at her actions, she almost got the new mutants killed.

"However, one good thing came from this. Amanda, you are gifted in magic."

That was one thing her mind hadn't considered for the brief time she had been awake, it was only then she noticed a new figure emerge in the room. Agatha Harkness.


	13. Chapter 13

Disclaimer- I own nothing

A/N- sorry, I know it has been ages but I lost interest for a brief time

Chapter 13

Several hundred miles away stood a very large mansion in the middle of nowhere surrounded by thousands upon thousands of trees, a lone sleek black car made its way up a single dirt track leading to the front gates. The mansion itself was very similar to that of Xavier's but was several stories higher, the only difference being the armed guards patrolling the grounds. The car pulled up to the gates as two armed guards strode towards them from the guard house either side of the gate.

"Identification," both guards asked at the same time.

"You don't need to see my identification," replied Emma Frost.

The occupants of the car and the two guards groaned in response, as the gates swung open.

"Every bloody time," muttered Sebastian.

Emma drove to the front of the house, giving the keys to the ballet as Sabertooth threw Paige over her shoulder. Before knocking, the door swung open to reveal a man that was dressed in a Victorian style suit with long braided ginger hair.

"'Bout time you got here,"

"Shut up Leland"

The group made their way through the vast network of corridors that were all decorated in expensive resources. The floors lined with red carpet and the walls filled with paintings and odd trinkets, the ceiling lined with chandeliers. The group emerged in an extravagant living room, filled with the same design as the corridors and large comfy chairs scattered about the place. At the back stood a large and impressive fireplace with a large man stood by it glaring at the group.

"Is this her?" grunted the man by the fireplace.

Emma rolled her eyes instead of replying as everything she was going to say would have been extremely sarcastic. Sabertooth put the young girl down in the chair and stood behind her as Emma stood before her. Frost then used her powers to awake the young girl expecting a civilised chat.

"What?" muttered Mystique.

In a matter of seconds the young girl in the chair transformed back into her usual Mystique form and back flipped over Sabertooth as one of her arms transformed into a sword. Landing with grace behind the over grown cat, who had no idea what was going on, Mystique grabbed him and held him hostage.

"Who the hell are you people?"

The group stood stunned at the performance before them, never had they seen anything like this.

"I ask again, who are you?"

"We are the hellfire club." Replied Emma, who was the first to come out of the shock of seeing Mystique. "We are dedicated to mutant rule over the Earth. We thought you were the mutant Paige we wanted to recruit."

"You sound like Magneto, not that I actually care. Now move out of my way."

In one swift motion Mystique transformed her arm back and kicked Sabertooth into the group before her, then strode towards the exit as if nothing had happened. Emma did the first thing that came to her mind and read the blue mutants mind, what she found was interesting.

"We can give you Kurt and Rogue." Said Emma.

"I'm in."

"Welcome to the Hellfire club

Xmenxemenxmenxmen

Back in Bayville the mansions feral man was still sitting beside a hospital bed and been so for a day and a half. After all Captain America was one of the only memories Logan had.

"Any change?" asked Jean.

Jean and Scott entered the room to give or in other words, to force Logan to eat and drink something.

"Same," grunted Logan as he accepted a sandwich.

BOOOM

The entire mansion shook as both Jean and Scott groaned, Logan looked ready to charge upstairs to fight.

"Relax Logan, Bobby's decided to play mutant tag again."

Before he could respond the machines connected to Captain America began to beep faster and faster. Logan was on his feet in a flash standing over his old friend.

Caps eyes opened in a flash, the last thing he remembered was fighting Nazis and lots of them. Punching the man hovering over him making him fall into the woman behind as he jumped to his legs. As soon as his legs touched the ground a red beam barley missed him, hitting the wall behind and leaving a very large hole in the wall. Dodging a further red beam cap kicked the visor wearing man into the wall. Taking off a speed Peitro would have been proud of, cap ran through the steel corridors stopping before the lift just as the doors opened.

"What is the…"

Beast flew down the corridor from a very powerful kick to the chest, as cap pressed every button in the lift praying for an escape.

"What's going on out here?"

Storm had arrived in the main foyer to find it in ruins, Bobby, Sam and Ray stood in the middle trying to look innocent. Mutant tag had once again got out of hand.

_Ding_

The lift doors opened as cap barrelled out and punched the first person he could see, which happened to be Sam. Bezerker sent off a powerful burst of electricity while Iceman sent a wave of ice at the intruder. Unfortunately for the two mutants cap was standing in between the two and jumped out of the way. Bobby got the shock of his life as Ray was encased in a block of ice.

Storm stood on the balcony summoning the weather and became increasingly angry and worried that some stranger had downed three mutants in seconds.

From the sky lighting struck down into the foyer missing the intruder by inches, the man simply picked up a bit of debris and threw it at the weather witch. Storm went down, which was the sight that greeted Xavier as he wheeled himself in.

"Steve Rodgers, calm yourself. We mean you no harm."

Xavier's calm voice made cap relax for a brief moment of time, behind him the lift doors once again opened to reveal the mutants from downstairs.

"Logan?" said cap, "It's good to see you. Are you still with the screaming falcons?"

"Cap, the war ended over 60 years ago."

That bit of information made caps eyes roll back into his head as he fell to the floor.

Laughter echoed round the room as Danielle and Warren entered the foyer, only to stop dead in their tracks.

"Ummm, did we miss something?"

Xmenxmenxmenxmenxmen

Back in area 51 the hanger was filled with soldiers all with the same blue markings on them. In front stood Mesmemro while Apocalypse was moving up and down between the ranks.

"Master," said Mesmemro, "What is the next stage of the plan?"

The blue Egyptian mutant stood before his servant thinking.

"A direct approach failed, I must rethink my conquest. I shall take over mutants and people until the time comes."

"Yes master."

"Hail Apocalypse!"

The cheer went up around the whole room as the mutant himself gained a rather evil looking smile.


End file.
